Authorization; Assignment Clause Samples
The "Authorization; Assignment" clause defines the rules regarding a party's ability to delegate its rights or obligations under the agreement to another entity. Typically, this clause specifies whether prior written consent is required before a party can assign its interests, and may outline exceptions such as assignments to affiliates or in connection with a merger or sale of assets. Its core function is to maintain control over who is involved in the contract, thereby protecting the parties from unwanted or unapproved transfers of responsibilities or benefits.
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Authorization; Assignment. This Agreement has been duly authorized and executed by Seller and Red Iron and shall be binding upon and inure to the benefit of the parties hereto and their respective successors or assigns, subject to the limitations of this Section. Neither party may assign this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld), unless such assignment is to a successor-in-interest to the assigning party.
Authorization; Assignment. An assignment to ECI of all right, title and interest of JACOR in and to the Authorizations relating to the Kansas City Stations.
Authorization; Assignment. An assignment to ARS of all right, title and interest of ECI in and to the KLOU Authorizations.
Authorization; Assignment. The Borrower expressly recognizes and accepts that Axis Bank Ltd shall, without prejudice to its right to perform such activities itself or through its officers or employees, be entitled and have full power and authority to appoint one or more third parties as Axis Bank Ltd may select or otherwise assign and to delegate to such third party all or any of its functions, rights and powers under this Agreement relating to administration of any Loan including the right and authority to collect and receive on behalf of Axis Bank Ltd from the Borrower any payments and other amounts due by the Borrower under any and all Agreements signed in this regard and to perform and execute all lawful acts, deeds, matters and things connected therewith and incidental thereto including sending notices, attending the residence or office of the Borrower or otherwise contacting the Borrower. The Borrower and the Guarantors further explicitly recognize that Axis Bank Ltd shall have the option to assign this Agreement to any other person by way of sale of portfolio or otherwise, and approve and authorize such transactions, without the requirement for prior or further intimation to or approval from the Borrower.
Authorization; Assignment. Each Party represents that it has the full power and authority to enter into the Agreement and to convey the rights herein conveyed. Each Party further represents that entering into the Agreement will not constitute a breach of any binding document or agreement. In addition, each of Licensee and Licensor represents that it is acting on its own behalf, and not as an agent for or on behalf of any third party, in entering into the Agreement, and further agrees that it may not assign its rights or obligations under the Agreement otherwise than as provided under the Agreement, without the prior written consent of the other Party, except that either will be entitled and is authorized to (provided not to a competitor of Licensor) assign, transfer or otherwise dispose of from time to time: (a) all its rights and obligations in the event of (i) a merger (in which Licensor is not the surviving entity) or (ii) sale of all or substantially all of its shares or the assets of Licensor, (b) any or all of its rights and obligations to a wholly-owned subsidiary of Licensor or (c) any or all of its rights to payments hereunder, and Licensee will follow the reasonable instructions of Licensor with respect to payment and performance of the rights assigned to any such assignees or transferees. Any assignment or transfer of the Agreement made in contravention of the terms hereof shall be null and void. Subject to the foregoing, the Agreement shall be binding on and inure to the benefit of the Parties’ respective successors and permitted assigns.
Authorization; Assignment. 59 8.3.3 POSSESSION................................... 59 8.3.4
